Terms of Service

Effective Date: January 1, 2025 | Last Updated: January 1, 2025

Agreement to Terms

By accessing or using the website located at qylio.co (the "Website") or engaging the services of Qylio LLC ("we," "our," or "us"), you agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, you should not use our Website or Services. These Terms constitute a legally binding agreement between you and Qylio LLC.

Description of Services

Qylio LLC provides software development and consulting services, including but not limited to web application development, mobile application development, API design and integration, UI/UX implementation, cloud infrastructure setup, and technology consulting. The specific scope, deliverables, timeline, and pricing for any engagement will be defined in a separate written agreement or statement of work between Qylio LLC and the client.

Use of the Website

You agree to use our Website only for lawful purposes and in accordance with these Terms. You agree not to:

• Use the Website in any way that violates applicable federal, state, local, or international law or regulation
• Attempt to gain unauthorized access to any part of the Website, server, or any connected database
• Use any automated system, including bots, spiders, or scrapers, to access or interact with the Website in a manner that sends more requests than a human could reasonably produce using a standard web browser
• Introduce any viruses, malware, or other harmful or destructive content to the Website

Intellectual Property

The content on this Website, including text, graphics, logos, and design elements, is the property of Qylio LLC and is protected by copyright and other intellectual property laws. You may not reproduce, distribute, modify, or create derivative works from any content on this Website without our express written permission.

With respect to client engagements, the ownership and licensing of intellectual property created during the course of a project will be governed by the specific terms of the written agreement or statement of work between Qylio LLC and the client. Unless otherwise agreed in writing, upon full payment for services rendered, the client receives ownership of the custom code and deliverables created specifically for their project.

Client Responsibilities

When engaging Qylio LLC for software development or consulting services, you agree to:

• Provide accurate and complete information necessary for us to perform the Services
• Make timely decisions and provide feedback as reasonably requested during the project
• Grant necessary access to systems, accounts, and resources required for service delivery
• Make payments in accordance with the terms outlined in the applicable statement of work or agreement

Payment Terms

Payment terms, including rates, billing schedules, and payment methods, will be specified in the written agreement or statement of work for each engagement. Unless otherwise agreed in writing, invoices are due within thirty (30) days of issuance. Late payments may be subject to a late fee of 1.5% per month or the maximum rate permitted by law, whichever is less.

Confidentiality

Both parties agree to maintain the confidentiality of any proprietary or confidential information disclosed during the course of an engagement. Confidential information includes, but is not limited to, business plans, technical specifications, customer data, and financial information. This obligation of confidentiality survives the termination of any engagement between the parties. Specific confidentiality terms may be further defined in a separate non-disclosure agreement.

Limitation of Liability

To the maximum extent permitted by applicable law, Qylio LLC shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, data, business opportunities, or goodwill, arising out of or related to your use of our Website or Services, regardless of the theory of liability. Our total liability for any claim arising from or related to these Terms or our Services shall not exceed the total amount paid by you to Qylio LLC during the twelve (12) months preceding the claim.

Disclaimer of Warranties

The Website is provided on an "as is" and "as available" basis without warranties of any kind, either express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, and non-infringement. Qylio LLC does not warrant that the Website will be uninterrupted, error-free, or free from harmful components. The specific warranties applicable to our Services will be defined in the written agreement or statement of work for each engagement.

Indemnification

You agree to indemnify, defend, and hold harmless Qylio LLC, its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, costs, or expenses (including reasonable attorneys' fees) arising out of or related to your violation of these Terms, your use of the Website, or your breach of any representation or warranty made by you.

Termination

We reserve the right to terminate or suspend your access to the Website at any time, without notice, for any reason. For service engagements, termination terms will be governed by the specific written agreement or statement of work between the parties. Upon termination of any engagement, each party will return or destroy confidential information belonging to the other party, subject to any legal retention requirements.

Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law provisions. Any disputes arising from these Terms or your use of the Website or Services shall be resolved in the state or federal courts located in Delaware.

Changes to These Terms

We reserve the right to modify these Terms at any time. When we make changes, we will update the "Last Updated" date at the top of this page. Your continued use of the Website after any modifications indicates your acceptance of the updated Terms. We encourage you to review these Terms periodically.

Severability

If any provision of these Terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that these Terms shall otherwise remain in full force and effect.

Contact Information

If you have any questions about these Terms of Service, please contact us at contact@qylio.co.